In the Library
by seirina
Summary: "Miss Babcock loves to be taken in the library." A CC/Niles pre-ep for the pilot, 1x01.
1. Chapter 1

**A/N**: For Searider Falcon.

**Chapter 1**

CC Babcock breezed into Maxwell Sheffield's townhouse one evening, her stilettos on the marble tile announcing her arrival before she even called out her usual greeting. She had chosen an ivory scoop-necked dress for the occasion, and she knew she looked lovely.

Maxwell's son huddled on the stairs near the doorway, and CC narrowed her eyes as they were drawn immediately to the blond boy. He might be small, but she knew from unpleasant experience that he carried a wallop. She had had to throw out her favorite Chanel bag after he—working in conjunction with that butler, she'd swear it—had filled it with the chicken salad she made sure never to tell Niles she loved. And, well, since then, she wasn't so keen on the stuff anyway.

So when she saw the boy watching her closely, his eyes open wide in an expression of exaggerated innocence, she knew to be on guard.

"What are you doing down here?" She asked sharply, not bothering to honey her voice. She knew Maxwell would be upstairs at least another half hour; a vainer man she had never met. But then, his vanity was easily explained, and she bit back a smug grin at the thought of how he would look in his tailored suit for the soirée they were hosting together. He would be on her arm, and she didn't intend to allow a child to ruin her evening.

"He lives here, Miss Babcock, unlike someone else I could mention," Niles responded for the child as he closed the door behind her.

CC barely spared him a dismissive glance. "You know very well the children are meant to be upstairs during this party. Where's the nanny?"

"Ah," Niles smiled at her with no hint of good humor. "She quit this morning. It seems Master Brighton somehow gave her the impression that he had injured his younger sister quite severely."

CC scowled.

Niles continued, "But don't worry—Miss Grace is fine after all." Sarcasm dripped from his words; he knew Babcock was in no need of reassurance as to the health and safety of any of the young Sheffields.

"Then why don't you take him to his room, if the nanny is gone?" She said unpleasantly, and it was clearly more an order than a request.

"Unfortunately, Miss Babcock, I have other responsibilities. Master Brighton, perhaps you could show Miss Babcock the nice artwork you made earlier," he suggested with a smirk as he headed towards the kitchen.

CC curled her lip. "Ah, no, that won't be necessary. I'll check that the musicians have all they need," she said, then directed her gaze at the boy. "You had better not make any trouble tonight." Her voice was low and menacing.

"Or you'll make sure Dad sends me to boarding school?" The boy laughed at her. "That hasn't worked before," he taunted.

"Don't push your luck," she said grimly, and turned to speak with the musicians who were arranging their instruments near the piano.

* * *

An hour later, Niles was serving hors d'œuvres to the first of their guests and Maxwell had emerged from his toilette, as handsome as expected. CC kept him firmly by her side as she charmed their guests, trying just a little too hard to play the role of hostess to his host. Deep down, she knew it was an illusion, but she usually managed to avoid those recesses of her mind, and tonight was no different. It would only be a matter of time, she was determined, before the play became reality, in spite of Maxwell's misplaced sense of loyalty to his dead wife.

During a quiet moment as the musicians took a break, CC reached out to Maxwell, running her fingers over the fine wool of his dinner jacket and sipping from the champagne flute she held in her other hand. "Maxwell, darling, this is going beautifully. We should have no problem financing our next production."

Her heart skipped a beat when he stopped scanning the crowd and turned to grace her with a grin. "I think you're right," he said, squeezing her hand. "Excuse me for a moment, will you? I see someone I must speak with." He smoothly disengaged her arm from his and stepped away from her.

CC's smile dropped just for a moment, before she quickly replaced what had been a genuine expression of pleasure with one that was more forced.

Not before the butler caught her in her moment of weakness, though. "Don't fret, Miss Babcock. It's much better for everyone if you don't get the chance to sink your claws in too deep." He appeared at her elbow out of nowhere, and she only just managed not to jump.

She looked down her nose at him. "Don't you have something to serve?" She emphasized the last word as she drained her glass before exchanging it for another off his silver tray. She took a sip that was rather too like a gulp to be elegant, then turned her back to him and approached an older, well-dressed couple, her smile firmly in place. CC didn't notice Niles watching her go, a speculative look on his face.

* * *

The party was going full swing by 11 o'clock, and the noise level in the house had climbed considerably as the champagne flowed and inhibitions loosened. Having ducked into the kitchen a couple times for a taste of something a little more her style than champagne, CC herself finally felt relaxed and confident again after Maxwell's almost charming rejection earlier.

She caught a glimpse of Maxwell standing entirely too close to a short but shapely young woman and began to make her way over to him. Walking by the staircase on her way back to join the crowd, she felt the shock of something cold and wet trickling down her bare shoulders. She glanced up into the mischievous eyes of Maxwell's son, and didn't bother to hide the rage in her own. The child, recognizing an impending explosion when he saw one, stood and ran wordlessly up to the second level of the house and disappeared down the hall.

Dreading what she would find, CC slipped into the first room available—the library. Her fists clenched, she flipped on the light switch and walked over to the ornate, gold-inlaid mirror near the fireplace. Her expensive dress was drenched with what she suspected was a sugary drink those children enjoyed, and she closed her eyes as she tried to tamp down the homicidal urge she felt surging through her. The red stain would never come out of the delicate lace that decorated the garment's bodice.

Distracted, she didn't hear the faint click of the door as it opened and then closed again. She did, however, hear the dismayed, "Oh, Miss Babcock, your dress."

She didn't manage to keep from flinching this time. "Damn it, Niles, don't pretend you're sorry for me. Get out," she growled, without turning around.

"Sorry for you? Never. But that poor dress has had a terrible time of it, not least of all because you've been wearing it." Biting his lip to hold back a smile, he pulled the startlingly white towel from where he had it draped over his arm and crossed the room.

CC watched him approach in the mirror. It surprised her when she shivered as he gently lifted the towel to her shoulders, wiping off the liquid that hadn't already been absorbed by her dress.

"I'm sure you put that little bastard up to this," she spat at him.

"And I'm sure you know I'd never do anything to jeopardize a fundraising event. I know we don't like each other very much, but I thought you knew me better than that, Babcock." He continued to caress her shoulders through the towel, long after he'd done what he could to clean her up.

She raised an eyebrow at him in the mirror. "Even if you could make me look like a fool in front of Maxwell?"

He grinned. "Well, there is that."

She turned quickly and pushed him away from her. "I knew it," she fumed.

"Calm down. I assure you I had nothing to do with this. And I'll speak with Master Brighton," he added, his voice briefly severe. "Now, what are we going to do about your dress?"

"We? Since when are we in anything together?" She asked, shrugging her shoulders in an attempt to hold the sticky, damp fabric off her skin.

"Since…" he drifted off, his eyes drawn to the rather generous cleavage revealed by Babcock's movements.

"Hello," she exclaimed, snapping her fingers. "Eyes up here, butler." She didn't bother to hide her smirk. Maxwell never noticed such things, and she would deal later with the twisted little tremble of pleasure it gave her that his butler apparently did.

"I guess we…" he blinked and shook his head. "Well. Let's get you out of here and then we can try to find something of Mrs. Sheffield's for you to wear."

An expression akin to horror on her face, CC gaped at him. "I'm not leaving the library looking like this. And I'm certainly not wearing Sarah's clothing. You may think I'm desperate, but I'm not that far gone."

Niles rolled his eyes. "Let's not split hairs over the advanced level of your desperation. What do you want me to do, then?" He asked her, exasperated.

She thought a moment. "Go to my penthouse and bring back my other ivory dress. The neckline is different, but hopefully no one will notice."

"Are you insane? I'm not driving across town. I have food and drinks to serve."

"It's hardly across town; it won't take half an hour. Just go, Niles." Her voice took on a wheedling tone in spite of the order she had just given him.

She had never addressed him like that before, and to his great chagrin, he realized that he would do anything she asked of him in that tone of voice. "What's in it for me?" He asked, though he knew he wouldn't refuse her this.

"How about I don't tell Maxwell you helped the boy plan this?"

Affronted, he began, "You know damn well…"

And then she winked at him, and he came to a stop. In the ten years he had known her, she had never done such a thing.

"How about I let you help me with the zipper when you bring back the dress?" She let her voice drop, and she knew she was at her most seductive. She also knew she shouldn't, but it had been a long time since a man had looked at her the way Niles was doing, and she couldn't help but luxuriate in the feeling of being desired. Even if it was by the help.

Niles was rarely tongue-tied, but Babcock had just accomplished it. "Are you—do you—I'll be right back." He walked quickly across the room and slipped out into the hall, closing the door firmly behind him.


	2. Chapter 2

**Chapter 2**

As the door closed behind Niles, CC glanced at the leather Chesterfield sofa near the fireplace. The blanket arranged across the back of it would be much more comfortable than her ruined clothing, and she nimbly reached behind her for the zipper. It was the work of seconds before she was draping the dampened dress across the back of the sofa, bodice near the parquet floor so the child's drink wouldn't stain the furniture.

She had just closed her fingers around the blanket when the door opened again.

"I don't have—." Niles fell short of a full sentence when he looked up to see Miss Babcock standing in front of the fireplace clad only in a bra that barely covered her nipples, matching panties, and stockings held in place with garters that made his trousers tight just glancing at them.

"You don't have what?" She demanded, putting a hand on her hip and letting the blanket fall onto the sofa as Niles's eyes moved down her body and back up again.

"Uh…" he hesitated, words stuck in his throat as he tried to pull his eyes away from her chest.

"Words, Niles, use your words," she said, a kind of exultation rising in her as she watched the usually unflappable man come undone because she was scantily clad. She could, she had to admit to herself, get used to the look of appreciation in his eyes. She'd rather get used to it in Maxwell's eyes, but that, she thought bitterly, seemed to taking somewhat longer to accomplish than anticipated.

Niles jerked his eyes from her and stalked over to the sofa, then tossed the blanket in her direction. "Could you cover up?"

She caught the blanket and held it in one hand. Matter-of-factly, she asked, "Why?"

"Because you're…" he trailed off, searching for the appropriate word. "Hideous." It came out like a caress, and she took it as such.

She stepped towards him. "Why haven't you gone to get my dress, servant?"

"Because," he remembered, his voice rising triumphantly at performing the brain function, "I don't have your keys." He narrowed the gap between them and reached for the blanket.

She relinquished her hold on it, wondering what he would do. Half-hoping he'd spread it on the floor in front of the fireplace and—

Niles unfolded the blanket and stepped very close to her.

CC's breath hitched in anticipation, and she was ashamed of that brief weakness, though she wasn't even sure if Niles had noticed.

Blanket clutched in his left hand, he reached around her, resting his forearms on her shoulders while he stretched the blanket around them.

CC felt her heart beat more quickly as moment after moment dragged by and he remained there, his arms on her, his chest nearly close enough to rub against her satin-clad breasts as he sucked in a breath. How far would he go?

Niles's eyes drifted down to her lips, and her tongue darted out to moisten them, entirely against her will. His eyes fluttered shut in a movement like a blink, if it hadn't lasted so long. He shuffled infinitesimally closer, his arms sliding farther around her.

"You must be freezing, Miss Babcock," he rumbled, finally opening his eyes and lifting his arms to pull the ends of the blanket together across her chest.

His hands brushed her breasts through the soft fabric, and he left them there just long enough to be too long—and not nearly long enough—before he gave his head a little shake and dropped his hands at his sides, flexing his fingers.

Irrationally disappointed, she backed away from him. "Not as cold as you'd think, actually," she said wryly, and she made every effort to strip her words of vulnerability. She held the blanket around her body, never taking her eyes from his.

He gulped. "Keys?" He asked, the monosyllabic response all he could manage under her gaze that hinted at frustration and—could it be?—something like desire.

She turned away, making a casual pointing gesture towards the other side of the mansion. "In my bag. On the sofa in the office." It was a dismissal, and she nearly managed to make it sound careless.

As Niles nodded and walked towards the door, she called out, "And make it snappy. It's chillier in here than I thought."

He paused and half-turned before he thought better of it and continued to the door. "Yes, Miss Babcock," he said quietly. She would have sworn he sounded almost biddable, if that didn't conflict with everything she had ever witnessed in the years she'd known him. The door closed behind him, and the gust of air it caused raised goose bumps on her exposed flesh.

* * *

After Niles pulled the door to, he slumped against the opposing wall, not wanting her to hear the thud of his body against the plaster. He brought a shaking hand to his forehead and pressed his fingers to his temples. She had… and he had nearly… When he had woken up this morning, he had never imagined that before the day's end, he would see Miss Babcock in her knickers and not much more. And that she had not particularly objected to him seeing her in such—that was something that hadn't occurred to him in his wildest dreams. Well, he amended, a grin stretching across his face, not in any of the realistic ones.

What had shocked him most was when the she-devil had seemed almost to expect—nay, welcome—a kiss from him. He could almost do physical violence to himself for having missed such an opportunity, but he still wasn't sure if it had been his imagination. It must have been, he assured himself, but an inkling of doubt remained, and that doubt was enough to spur him into motion. The sooner he made the trip to collect her dress, the sooner he could zip her into it. If she hadn't just said that to torment him. A quiver ran up his spine, and he wasn't sure if it was because Miss Babcock might've just got him but good, or because there was some slim chance that she had actually been serious.

* * *

Niles palmed Miss Babcock's keys as he strode down the hall from the elevator towards her apartment. Easily managing the lock, he swung open the door and stepped inside. She had left the desk lamp on, and it cast shadows across the tastefully decorated room. This wasn't the first time he'd been in Babcock's home; it wasn't even, he thought to himself after he crossed behind the sofa and turned left, the first time he'd been in her bedroom. He had brought his boss's business partner home in various states of inebriation, and he could recall at least a handful of times when he hadn't trusted her to make it into her king-sized bed so he had helped her to it himself.

He forced himself to look away from that bed and its rumpled duvet. It must have been Miss Ivanov's day off, he thought with a sniff.

Though he had been in the bedroom before, this was the first time he'd ventured into Babcock's walk-in closet, and the scent of her perfume clung to the clothing hung with precision in a space that was slightly larger than his own small bedroom. Her business suits filled the wall to his left, and at the far end was an entire row of dresses of different lengths, fabrics, colors and, he was sure, designer labels. But to his right, the space was divided between a row of built-in cedar drawers and shoe racks. The shoes he ignored, but a man had to be made of stronger stuff than he was to resist the temptation to slide open the drawers for a peek inside.

And in any case, Master Brighton's drink might have dripped onto her bra, and she would want a new one to wear with the clean dress, wouldn't she? Of course she would.

But when he glanced into the first drawer, he was flummoxed by the array of colors and shapes and states of strappedness. He abandoned the drawer and walked further into the closet, flipping through the dresses to locate the ivory one. Privately he wondered at her choice of dress color for a simple investors' party, but on the other hand, he suspected he knew very well why she might have chosen it. He almost felt sorry for her, but only almost, and he'd never admit even that aloud.

He finally found the dress she must have meant for him to bring, and pulled it off the rack still on its hanger. The color too pristine to risk transporting as it was, he slipped the dress carefully into the garment bag hanging on the shelf nearby. He glanced back at the drawer full of bras, and just grabbed a handful before tucking them into the bag as well. Panties? He swallowed. He liked to think of himself as a daring man, but even he wasn't brave enough to face Babcock after having touched her unmentionables, with clear evidence that he had done so on hand for her to see. He pushed the drawer closed and zipped the bag around the dress, keeping his fingers between the fabric and the metal so it wouldn't catch and damage the material. With one last glance at Miss Babcock's bed, he turned and headed for the elevator.

* * *

Twenty minutes later, he pulled the BMW behind the mansion and grabbed the garment bag before walking jauntily towards the back door. He could avoid most of the crowd that way, and if possible, he'd prefer not to explain his absence or subsequent luggage-laden return.

His steps slowed considerably as he approached the closed door of the library. Any number of things might happen when he crossed that threshold, and he wasn't entirely certain how prepared he was to face a nearly naked Babcock.

But there sure as hell wasn't anything that could make him miss the chance, either. He draped the dress over his arm and raised his hand to knock twice before slowly wrapping his hand around the doorknob.


	3. Chapter 3

**Chapter 3**

After Niles's departure, CC slipped off her shoes and curled up on the couch with the blanket snugly around her. She would have been more comfortable stretched out, but it was, in fact, chilly in the room and the blanket wasn't long enough to cover her entire body. Just after she had relaxed as much as possible, she realized she'd much prefer to turn the overhead lights off and just wait by firelight for Niles to return. Heaving a sigh, she padded over and flipped the switch, then took a tumbler from the wet bar and filled it with generous amount of bourbon before settling back on the sofa. She knew more than one way to warm up.

The flickering light from the flames left most of the room in darkness, and CC found that it suited her mood. She didn't know what the hell she had been thinking. She had almost come on to Maxwell's _butler_. Talk about desperation. She chose to ignore the twinge she felt as she remembered the expression on his face as he rested his arms on her shoulders.

It wasn't, of course, the first time he had been that close to her, she recalled as she took a swig of her drink. She hissed a breath through her teeth at the burn as it slid down her throat. Fortified, she thought back to the most recent time he had seen her home after she'd had a bit too much.

She and Maxwell had been drinking in the office after a particularly excruciating rehearsal at the theatre. She had thought that perhaps Maxwell would take her home—or at least share a cab with her, as he was no more sober than she was. Or, better still, she could stay at the mansion… the slight spinning in her head had given way to the thought of sharing his bed, and when she heard Maxwell ordering the butler to take her back to her penthouse, it felt like ice water dashed on her hopes. Her reaction time slightly hampered by the alcohol running through her veins, she couldn't wipe the disappointment off her face before Niles caught her and smirked at her distress.

"Come on, then, Babcock," he had said, and he'd hoisted her none too gently from her spot on the green leather sofa, his hands chafing under her arms. She had stumbled, though she maintained it was because of his manhandling, not because of how much whiskey she had consumed. Rather than let her fall, his arms had come around her waist automatically. Looking into his eyes, CC had sucked her lower lip into her mouth and bit down, hard. As soon as she had regained her balance, she had shoved him away, her expression of disgust nearly entirely feigned.

She had walked out of the office, through the living room to the kitchen, then straight out the back door and had stood beside the limo, waiting impatiently for Niles to open the door for her, her arms crossed over her chest.

Just moments later, it had seemed, she had been nearly asleep when Niles assaulted her again, half-dragging, half-lifting her out of the back seat. "Five bucks an hour is not worth this," she had heard him grousing, but after she was out of the car, he lifted her into his arms. Too drowsy and too pleasantly buzzed to be bothered by his ill humor, she put an arm around his neck and turned her face to his chest. He smelled good, and she inhaled deeply.

"Are you going to walk, or…?" He demanded, but he was already heading towards the door.

"Or." She said decidedly.

Before she let her eyes drift closed again, she caught the doorman giving Niles a sympathetic look as he silently held the door for him to carry her inside the lobby.

"You do have your keys, don't you?"

She nodded, her chin digging into his chest. "Pocket," was all she said, and she felt him reach out and tap the button to summon the elevator, jostling her only slightly in the process.

He sighed in exasperation, and his breath ruffled her hair. "Do you want me to dig through your pockets, woman, or are you going to find your own damn keys?" When the elevator arrived he stepped inside, still holding her in his arms.

CC didn't answer, but when she felt the elevator come to a stop, she reached toward her pocket. Niles carried her down the hallway. His arm was in the way of her quest for her keys, so she indicated for him to put her down in front of her door. She retrieved the keys and handed them to him, leaning against the wall for support.

He looked heavenward. "Are you going to be able to make it inside?"

Shooting him a grimace, she answered, "Of course I am."

He looked her up and down. "Uh huh. Come on," he said, his voice dour as he picked her back up.

"Put me down this instant," she said, but the way she relaxed into his embrace belied her harsh words. Niles kicked the door closed behind them and brought her to her bedroom, lowering her inelegantly to the bed.

"Aren't you going to help me into my pajamas?" She asked him mockingly, watching for his reaction. There was some chance she wasn't as intoxicated as she appeared, and there was a distinct possibility that she had slurred that last word intentionally.

"I most certainly am not. Sleep it off like a good drunk, Babcock, and maybe your hangover won't be as bad as it usually is."

CC remembered shrugging and rolling onto her side, not waiting for him to even leave the room before she had fallen asleep again. She also remembered waking up a few hours later to find a glass of water and two aspirin on her bedside table.

It wasn't something she liked to dwell on, but when she did stop to think, Niles sort of… took care of her. Against his will, without a doubt. He also strove to make her miserable, but when it came right down to it, he paid attention to her welfare. Dropping her off at the curb would have fulfilled Maxwell's order to take her home. Carrying her upstairs, putting her to bed, and setting out a hangover remedy was going above and beyond, and CC wondered why.

She swallowed the last of her bourbon, slipping from the memory to the present. Best not to consider the butler's motivations too closely. Where _was_ he, anyway? She had potential backers to schmooze, for god's sake; she couldn't spend the entire night hiding in the library in her underwear. Another drink, and perhaps he'd finally come back with her dress.

She'd just refilled her glass and retucked the blanket around her shoulders when she heard two brisk knocks and the click of the door as it began to open.

Her skin tingled in anticipation, and she didn't even bother to feel ashamed.


	4. Chapter 4

**Chapter 4**

CC turned her gaze away from the dancing flames to watch Niles enter the library. She swallowed a mouthful of bourbon and said, "It's about time. What did you do, walk?"

"We can't all travel by broom," he responded lightly.

CC pursed her lips to keep from smiling. "Did you get the right dress, at least?"

"What does this look like, Babcock?" He questioned, and lifted the leather luggage, swinging it in front of her face.

"Like a garment bag that holds anything an uninformed butler could cram into it," she responded, rising from the sofa. She deliberately let the blanket fall from her shoulders.

Niles exhaled and took the bourbon from her hand, gulping down half the amber liquid in the glass.

"Hey, hands off!" CC exclaimed, but he just reached her the dress and finished the whiskey.

"Lousy bourbon thief," she grumbled, but took the bag and stretched it out on the sofa.

Niles tried not to watch the way her knickers framed her backside as she leaned over, but it was an effort in vain. He tore his eyes from her and walked over to refill CC's glass. He took a healthy swig, then topped it off, the glass full to the brim.

CC had turned to watch him, and he offered her the tumbler, holding it out across the distance between them. A few drops splashed onto the wood floor at his arm's movement.

"I'm not drinking after _you_," she said, and added a delicate shudder for good measure.

"Have it your way," he shrugged, and drank deeply.

"Aren't you going to get me one?" She affected outrage, but she didn't take her eyes off his lips on her glass.

"Contrary to popular opinion and previous experience, Miss Babcock, I do not work for you."

She turned and unzipped the bag, pulling the dress from the protective covering. "One of these days you just might."

Niles set the tumbler down with a thump and came up behind her. He sidestepped her and pulled the clothing from her hands. Holding up the ivory dress, he said, "He's not going to marry you, you know." The words stung, though there wasn't as much cruelty in them as she might have expected.

Still, CC flinched at the perceptiveness of his comment. "I wouldn't be so sure."

Niles tossed the dress carelessly onto the sofa, then turned to face her. "I would." He spoke softly, and wrapped his fingers around her forearm, reaching with his free hand to push her hair behind her ear.

"Take your hands off me," she warned, her voice brittle.

"No," he said firmly. "Can't you see that—" he stopped short.

"That what?" She wrenched her arm from his grasp and stepped backwards.

Whatever he had been about to say, he swallowed the words and stepped closer to her. CC was at the point of bumping into the wet bar when she turned fluidly and grabbed the abandoned glass full of bourbon. She gulped some, then handed the glass to Niles, waiting for his reaction. He let his fingers graze against hers as he took the tumbler from her; she felt her grip slipping just as he took the glass from her grasp. He drained it then set it back on the table.

Neither one could tell later who moved first, but somehow, they were standing chest to chest, their arms around one another as if this were not the first time they'd stood together like this. Niles dropped his forehead to her neck, catching his breath and inhaling the scent of her perfume. It was much stronger on her skin, he thought absent-mindedly, than it had been in her closet. The hint of sandalwood was intoxicating, and he couldn't stop himself from bringing his lips to her throat. He didn't kiss her, not quite, but he lingered there, his mouth only just on her.

When his lips touched her skin, CC felt her knees go weak, and she almost laughed at herself. She was not the kind of woman to be weak-kneed because of a man's embrace—especially _this_ man—but here she was. She took a step back and leaned against the bar, grateful for support she didn't have to ask for. Niles raised his head and cocked an eyebrow. When she didn't shove him away, he stepped closer and leaned in again, finally kissing her throat.

CC couldn't hold back a moan of pleasure as his tongue made contact with her skin. He glanced up to see her expression, and before he could lean back down she lifted a hand to his chin to interrupt him on route to her neck. Disappointment washed over his features. But instead of stopping him entirely, she just tilted his head up and captured his lips with her own. His five o'clock shadow burned her fingers as she leaned into the kiss, and she trailed her hand down to rest on his shoulder. Her grip on him grounded her, grounded them both.

And oh, god, the taste of bourbon in his mouth was better than the best Kentucky had to offer, and she thought she was going to drown in it. Their lips slid together for what seemed like hours, for what seemed like seconds. When they finally parted to breathe, they both gasped in air and avoided each other's gaze.

Niles bit his lip and paused to see what she would do next. He looked at her first, but CC immediately turned her head back to face him, stiffening her spine. "What," she growled, "the hell was that?" She placed her hands on her panty-clad hips and shot him a look that filled him with equal measures of apprehension and arousal.

"If you don't know yet, I'm just going to have to show you again," he said, and he didn't know where he had found the confidence he injected into the words.

She would have snorted at his bravado if he hadn't pulled her right back into his arms, his hands grasping her hips this time to pull the lower halves of their bodies together.

She brought her hands to his face and whimpered at the contact. She never whimpered. But the feel of him through her panties and his trousers combined with his tongue in her mouth made her desperate to remove the layers between them, and she pushed away from him.

His lips parted from hers with a popping sound that might have been embarrassing if he weren't too turned on to pay attention to it. Her nipples were full and jutting at the tops of the cups of her bra, and he wasn't sure but he thought he had never seen anything more stunning than CC Babcock trying to catch her breath because he had stolen it with a kiss.

Fumbling, she shoved at his tuxedo jacket until he moved his shoulders to help her slide it off. She reached for his trousers and handily maneuvered the button and began on the zipper, while he reached tentatively for his bowtie. She glanced up. "God, yes, take that thing off. I hate them."

He made short work of the knot while she jerked at his trousers. "Be careful, would you, Babcock?" He complained as his zipper stuck and prevented his pants from sliding down.

She leaned back, raising an eyebrow as she crossed her arms over her chest. "Take them off," she ordered.

"Bossy as ever, I see," he said, and she twisted her mouth before shoving past him.

He sorted his zipper and toed off his freshly shined shoes as he slid his trousers down, stepping out of them and following her towards the sofa.

"What do you think you're doing?" She taunted him as she sat down primly on the only corner of the furniture not covered by one of her two ivory dresses. Her formality was somewhat spoiled by her state of undress and the smear of lipstick on her mouth.

"For Christ's sake, do you need a manual?" Frustration and amusement warred in his voice.

She scowled at him. "Move my dress so you don't wrinkle it," she directed him.

Deliberately, he shoved the dress onto the floor. Which was, he was well aware, perfectly clean, because he had mopped it himself that morning.

She huffed in disgust. "Swine." She turned sideways, pulling her legs up onto the sofa.

He put a knee between her thighs, tilting her head up so that he could kiss her. "You love it," he mumbled against her lips.

She did snort that time. "You don't know me very well."

He lifted his head so he could look her in the eye. "I know you better than anyone," he said, and he spoke so frankly that she almost wondered if it were true.

Ill at ease with that topic, she pinched the white fabric of his button-down shirt and asked him, "Why are you still wearing this?" She pulled the loose bowtie from around his collar and tossed it on top of her dress.

"Wasn't sure I had permission to take it off." He narrowed his eyes at her.

She rolled hers back at him. "I wasn't aware you required permission," she mocked, and pulled him down on top of her.

The shirt momentarily forgotten, they both sighed as she spread her legs to cradle his body between them. He supported some of his weight on his elbows as he kissed her again, and she closed her eyes, reveling in the feel and the taste of him. He pulled back slightly, her bottom lip slipping from his teeth, and she poked him. "Take off the damn shirt."

"Yes, sir," he said, and if he hadn't been leaning on his arms, he would have saluted her.

She reached up and dealt with the buttons, then held his lower body in place with her knees as he struggled out of the shirt. She leaned back into the cushions and only just kept from groaning at the friction as he moved above her.

Niles stilled and settled back between her thighs, sliding down a bit to kiss the tops of her breasts. "If I may be so bold, why are you still wearing this?" He mimicked her words, then caught her bra between his teeth and pulled it down, exposing a nipple. Looking up at her to gauge her reaction, he found her eyes closed, her bottom lip sucked into her mouth. Since she didn't seem to be objecting, he shifted back and laved his tongue across the newly exposed flesh.

She bucked against him, bringing her hands to his head and running them through his hair. "Don't—just. Don't stop," she moaned, letting her hands drift to shoulders that were more muscular than they appeared when he was fully clothed. Niles skimmed his hand across her hip and down to her thigh, releasing one of the garter belts.

It flipped against her skin and she yelped, then smacked his arm. "I like whips as well as the next girl, but you gotta give me some warning," she drawled near his ear, then bit the lobe.

She grinned wickedly when she felt him grow harder against her panties. His breathing was labored, and he reached down to release the other belt, making sure it would sting as he unclipped it.

CC narrowed her eyes and managed not to react to the sharp twinge. "Oh, you're in for it now," she murmured, and he looked at her expectantly. The next morning, when his muscles ached as he moved, he would ask himself how he had ended up flat on his back on the floor in front of the fireplace but even then, he wasn't sure. His head had landed on CC's voluminous dress rather than on the hardwood floor, so at least he didn't have to worry about a concussion.

He looked up at her, and the cup he had lowered had slipped even further, exposing most of her right breast. He reached up and palmed it, squeezing gently. Whom was he kidding; he'd risk any number of concussions for this.

CC bit out, "Harder," as she writhed above him, straddling his hips and bearing down on the bulge in his briefs.

Niles pinched her nipple and they both gasped. He thrust up, and she scooted down and shoved his underwear aside, freeing him.

As he groped with one hand to help her out of her panties, a moment's hesitation overtook her. "What are we—Niles," she swallowed a moan as he twisted her nipple between his fingers. "Are we really doing this?"

He looked at her, dropping his hands to his sides on the floor. She had to exercise real restraint to avoid whimpering at the loss.

Niles closed his eyes and drew in a deep breath. "If we're not, you need to find someplace else to sit. Right now." His voice shook, and he kept his eyes closed.

Her pause seemed interminable. She shouldn't, but fact of the matter was, she wanted to. Wanted to feel him under her and inside her and all around her. Wanted it to be Niles, even, for this brief moment, and the next day, she'd be discussing that desire with her psychiatrist, but for right now, she had made her decision. CC took his hand and brought it back up to her breast. "As you were," she told him, her voice rich and resonant, and lifted off him to shove her panties off completely.

Niles's eyes flew open as she repositioned herself above him, and at that moment, her breast came near his mouth. In one movement, he sucked her nipple between his teeth and bit down, hard. CC cried out, loudly enough to jolt her out of the pleasure caused by the pain. "Oh my god, what if someone heard that?" She asked, leaning back, her hand over her lips, self-conscious for the first time all evening as she remembered just where she was and what was happening outside the library.

"Just in case they didn't, let's see if I can make you do it again," he grinned.

She laughed grudgingly. "Don't you dare," she threatened, but shifted her weight backwards, her hand around his cock as she rose above him and then sank down, hissing as she took him inside her.

Niles closed his eyes so she wouldn't see them roll back in his head, and pushed against her, the rhythm awkward at first, but soon becoming more natural. He reached up and pulled her other cup down so both breasts were exposed. He didn't care that he'd broken the strap as he took both swollen nipples between his fingers and thumbs.

Gritting her teeth, she warned, "Niles, if you…" but she couldn't finish her thought because he pressed his fingers together hard and she came with an intensity that shocked both of them.

As her muscles clenched around him again and again, Niles drew in a ragged breath. "Baby, next time we need to get you some—"

She cut him off, still moving above him, but unable to deal with the potent mixture of emotions and pheromones coursing through her body. "What next time, _baby_?" She said it cruelly because she didn't know how to be kind, didn't have it in her to contemplate what it might mean that this man—this servant, she corrected herself—had made her come undone in a matter of minutes. He still—god, he still felt so good, and though she meant to lift herself off him and let him finish on his own, she sank back down again, almost vicious in her movements.

He couldn't look her in the eye, but he couldn't take his eyes off her, either. Gingerly, he brought one hand back up to her breast, the other to her clit. Though she scowled, she didn't stop him. He held her tenderly at first, but as she moved more and more erratically above him, he was soon rubbing her beyond the point of pain, and she clenched around him again. She arched her back but managed to remain silent. Moments later, he came with a guttural exclamation that might have been her name, but she refused to acknowledge the fact that she liked hearing it on his lips.

He lowered his hands to her hips, and his touch seared through her senses. She opened her eyes and looked down at him, at where they were still joined, at his hands on her body, and didn't meet his eyes.

"Babcock," he said hoarsely. "Look at me."

Studiously avoiding his gaze, she reached to pull her bra back into place and saw the damaged strap. She hadn't even noticed when it had happened, but she glowered at him now, before she could stop herself.

In his eyes, she saw something like affection, and she glanced away. "You owe me a bra," she said, and lifted her knee to scoot off him.

"Shall I go purchase it and bring it in to the office tomorrow?" His tone was cutting, and he watched her as she rose gracefully from the floor and grabbed a towel from the wet bar to clean up.

She glanced at him. "If you ever even hint to Maxwell that this happened, I'll ruin you." Her voice was like steel and he was inclined to believe her.

"When you figure out that Mr. Sheffield doesn't give a damn what or whom you do, you let me know. Because whether you're willing to admit it or not, what just happened was as good for you as it was for me." He said it snidely but he also meant what he said.

"Oh ho, the butler's got a lot of confidence," she ridiculed, as she tossed the towel at him. She'd be damned if she ever acknowledged any truth in his statement. "Could you get out? I need to dress and get back to the party."

He rolled onto his side and came slowly to his knees, adjusting his briefs as he did so. "Don't I get to zip you up?" He asked, and it could have been a jab at her as much as it could have been a request.

She looked him up and down. "Maybe next time," she responded, licking her lips. She bent down and handed him his shirt.

"Oh, well played," he said, looking at her in admiration. Did she say it to taunt him about what he would never have again, or did she mean that maybe there would be a next time? "At least I can live on in hope of that." It could have been sarcasm.

He quickly finished dressing and looked only a little worse for the wear. "Miss Babcock, it has been a pleasure."

She smirked at him, that look he could never interpret except to know that it turned him on. "Out, Niles," she commanded, and didn't look around until she heard the door close behind him.

She picked her dress up from its spot on the floor, attempting to shake out the wrinkles. A bit crushed, but otherwise presentable, she admitted, wondering if the butler had actually done some work for once. She reached behind her and unsnapped her bra, tossing it towards the luggage on the couch. She would be slightly scandalous in the ivory dress without one. Upon closer inspection, though the room was still lit only by the flames in the fireplace, she noticed an assortment of bras in the bag. Had he…? She ought to reprimand him for touching her things, but she was so grateful to avoid going braless in her dress that she quirked her lips into a smile. More evidence of him taking care of her, but she chose not to analyze the emotions that evoked.

She walked over to the intercom on the wall. "Niles, could you come in here? My zipper seems to be stuck."

**THE END**

**A/N**: Thanks to E for doing a quick read-through of this last chapter. And thanks so much to everyone who takes the time to review. I appreciate your comments more than you can imagine.


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